nRncR NI:~. 21m~na RF~PROVRL. OF CON'I'RRCT WITH RRUSCHER FIERCE REFSNES, INC., RND TFiG HIF2ING OF I30ND Rl'l"ORNEY On this the 13th day of July 199,=, ~.ipon motion made by Commissioner Hnlekamp, seconded by Commissioner ilehler, the Co~.irt unani~ously approved by a vote of 4-0-0, to approve the contract with Ra~_~scher F~i.erce Refsnes, Inc. as the Co~_mty Financial Rdvisors, hiring of Bond Rttorney Tom Spurgeon of the Law Firm of McCall, Parkhurst and Horton and a~_ithorize the Co~.~nty ,Ji_tdge to sign said contract. COMMISSION RS' COURT AGENDA REQUEST ~,,, ~,~~ CI,DAIICU (1-~G nD1AlAlel e~in rtvG rnDIFS (1F THIS REQUEST AND DOCUMENTS TO BE REVlE1NED BY THE COURT MADE BY: Clenn K. Holekamp MEETING DATE: July 13, 1992 OFFICE: Commissioner Pct. d3 TIME PREFERRED: rues/ 9:30 am SUBJECT; (PLEASE BE SPECIFIC) >;resentation and consideration of contract With Rauacher Pierce Refsnes, Inc. as the County Financial Advisors, r ng of Bond attornev and authorization for the County Judge to sign said Contract EXECUTIVE SESSION REQUESTED: YES ~_ NO X PLEASE STATE REASON FOR EXECUTIVE SESSION ESTIMATED LENGTH OF PRESENTATION: PERSONNEL MATTER - NAME OF EMPLOYEE: NAME OF PERSON ADDRESSING THE COURT: Robert y. Renderson Time for submitting this request for Court to assure that the matter is posted in accordance with Article 6252-I7 1s as follows: * Meetings held on Monday: 12:00 P.M. previous Wednesday THIS REQUEST RECEIVED BY: THIS REQUEST RECEIVED ON : ~ All Agenda Requests will be screened by the County Judge's Oftlce to determine adequate information has been prepared for the Courts formal consideration and acts at time of Court meetings. Your cooperation will be appreciated and contribute towar your request being addressed at the earliest opportunity. See Agenda Reque Guidelines. RAUSCHER PIERCE REFSNES, INC. Robert V. Henderson Senior Vice PresidenU Managing Director // - g~3d ~y'/ June 29, 1992 Ms. Thea Sovil Administrative Assistant Kerr County Judge's Office 700 Main Street Kerrville, Texas 78028 Re: Financial Advisory Contract Dear Thea: Per our conversation, enclosed are two execution copies of the proposed Financial Advisory Contract left with Judge Stacy on June 11, 1992. The date on the first page has been removed and the date on the signature page has been changed to reflect the date of the commissioners court meeting. We will of course make any adjustments required. Thank you for your cooperation on this matter. If you have any questions, please do not hesitate to call me. Very truly yours, It.J~6 Robert V. Henderson Senior Vice President/ Managing Director RVH:dag Enclosures 1600 NCNB Plaza, 300 Convent ~ San Antonio, Tesas 78205 (512) 2256611 Member New York Stock Exchange, Int. FINANCIAL ADVISORY AGREEMENT by and between Kerr County, Texas (herein referred to as the "Issuer") and Rauscher Pierce Refsnes, Inc. The Honorable Judge and Members of the Commissioners Court Kerr County Kerr County Courthouse Kerrville, Texas Dear Gentlemen: 1. We understand that your County will have under consideration from time to time the authorization and issuance of indebtedness in amounts and forms which cannot be determined at this time and that in connection with the issuance of these securities you desire us to perform professional services in the capacity of Financial Advisor to Kerr County, Texas. 2. This Agreement shall apply to any and all evidences of indebtedness or debt obligations that may be authorized and issued or otherwise created or assumed by the Issuer (hereinafter referred to collectively as the "Debt Instruments") from time to time during the period in which this Agreement shall be effective. 3. By this Agreement we offer our professional services and our facilities as Financial Advisor for the issuance and agree to direct and coordinate all programs of financings as may be considered or authorized, and in that capacity we agree to perform the following duties, and to perform such other duties, as, in our judgment, may be necessary or advisable: a. We will make a survey of your financial resources to determine the extent of your borrowing capacity both from a financial standpoint and within the newly imposed constraints of recent legislation. This survey will include an analysis of the existing debt structure as compared to existing and projected sources of income which may be pledged to secure payment of debt service, and where appropriate, will include a study of the trend of your assessed valuation, your taxing power, and the present and estimated future taxing requirements. If revenues of the County are to be pledged to repayment of the securities in questions, the survey will take into account any outstanding obligations which are payable from the net revenues thereof. We will also take into account your future financing needs and operations as projected by your staff and other experts., if any, employed by the Issuer. b. On the basis of the information developed by the survey described in the above and foregoing paragraph, and on the basis of other information and experience available to us, we will submit our written recommendations on the financings in question. Our plan will include recommendations as to the date of issue, interest payment dates, schedule of principal maturities, options of prior payment and any other necessary additional security provisions designed to make the issue more attractive to investors. All recommendations will be based on our best professional judgment, with the goal of designing securities which can be sold under terms most advantageous to the County and at the lowest interest cost consistent with all other considerations. c. We will advise you of current bond market conditions, forthcoming bond issues, and other general information and economic data which might normally be expected to influence the interest rates or bidding conditions, so that the date for the sale of the securities can be set a time which, in our opinion, will be favorable. d. If it is necessary to hold an election to authorize the securities, we will, in cooperation with the bond attorneys, assist in coordinating the assembly and transmittal to the bond attorneys of such data as may be required for the preparation of the necessary petitions, orders, resolutions, notices and certificates in connection with the election. e. We will coordinate the preparation and submission of the Official Notice of Sale, the Official Statement or Offering Statement, and such other market documents wfiich you may require. We will also supervise preparation of the uniform bid form, containing provisions recognized by the municipal securities industry as being consistent with the securities offered for sale. We will submit to you all such offering documents, including the Official Statement, for your proper examination, approval and certification. After such examination, approval and certification we will furnish you with a supply of such documents and shall mail a set of the same to a list of prospective bidders, a copy of which list shall be submitted to you upon request. We will also provide sufficient copies of the Official statement or Offering Statement [o [he purchaser of the securities in accordance with the terms of the Notice of Sale. The expenses associated with printing and distribution of these documents will be paid by the Issuer. f. We will make recommendations to you on the matter of bond rating(s) for the proposed issue and when directed by you shall coordinate the preparation of such information as in our opinion is required for submission to the rating agency(ies). In those cases where the advisability of personal presentation of information to the bond rating agency(ies) may be indicated, we will arrange for such personal presentation. Any fees and expenses incurred in obtaining a rating or ratings will be paid by the Issuer. g. We will disseminate information to prospective bidders, we will organize such information meetings as in our judgment may be necessary, and will work with prospective bidders to assist them in timely submitting proper bids. We will assist you at the bond sale for the purpose of coordinating the receipt of bids, and the furnishing of good faith checks where indicated, and for the purpose of tabulation and comparison of bids, and will advise you as to the best bid, and will provide our recommendation as to acceptance or rejection of such bid. As soon as a bid for the bonds shall be accepted by you, we will proceed to coordinate the efforts of all concerned to the end that the bonds may be delivered and paid for,as expeditiously as possible. We shall assist you in the preparation of verification of final closing figures, and when requested, will provide suggestions on a program of temporary investment of bond proceeds, in consultation with the Issuer's architect or consulting engineer, consistent with the construction timetable for the project. h. We will act as your agent in arranging for the printing of the securities, and will submit same for execution and impression of seal, and we will attend to their delivery to the Attorney General for approval and the Comptroller of Public Accounts for registration, it being understood that title to and ownership of the printed securities shall be in Kerr County, Texas until they are sold and delivered to the purchaser. After closing we will deliver to you and your paying agent(s) definitive debt records, including a schedule of annual debt service requirements on the obligations being delivered to the purchaser. 3. We agree to direct and coordinate the entire program of any financing contemplated. In that connection we understand that you have retained or expect to retain a firm of recognized municipal bond attorneys, whose fees will be paid by you, who will prepare the proceedings and advise the steps necessary to be taken to issue the securities and who will issue an opinion approving their legality. We will maintain liaison with this firm of bond attorneys and shall assist in all financial advisory aspects involved in the preparation of appropriate legal proceedings and documents. 4. In consideration for the services rendered by us in connection with the issuance and sale of the above-described securities, it is understood and agreed [hat our fee will be computed per the "Fee Schedule" attached hereto and made a part hereof. In consideration of the above fee, we will, as your agent, assume and be responsible for expenses incurred in connection with the legal authorization and issuance of the securities, including application to and consultation with bond rating agencies and various insurance companies; and preparation of the Official Statement and Notice of Sale. However, this fee does not include or cover the printing and distribution of the Official Statement and Notice of Sale; fees of the Bond Attorneys mentioned in paragraph 3 above; fees of the Attorney General and Comptroller of Public Accounts of [he State of Texas; publication of Notice in the Texas Bond Reporter; printing of the securities; fees of the Bond rating agencies; travel and communications; registration of the securities or litigation, should any develop in connection with the issuance of the securities. Our fee and reimbursable expenses shall become due and payable simultaneously with the delivery of the securities to the purchaser or on a periodic basis with respect to reimbursable expenses. 5. It is further understood and agreed that we reserve the right to submit a bid for the securities when offered for sale on a competitive bid basis. 6. Special Conditions: In addition to the terms and obligations herein contained, this proposal and agreement is subject to the following special conditions: This Agreement shall be for a period of 60 months from its date; however, the Agreement may be terminated by either parry upon 30 days written notice. 8. This Agreement is submitted in duplicate originals. When accepted by you, it will constitute the entire agreement between you and ourselves for the purpose and considerations herein specified. Your acceptance will be indicated by proper signatures of your authorized representatives on both copies and the returning of one executed copy to us. Respectfully submitted, RAUSCHER PIERCE REFSNES, INC. Robert V. Henderson Senior Vice President/Managing Director ACCEPTANCE ACCEPTED pursuant to motion adopted by [he Commissioners Court of Kerr County, Texas this 26th day of June, 1992. ~ a By: ~~G County Judge Kerr County, Texas ATTEST: By: ~~tSLiLJ iCJ hS~._ County Clerk Kerr County, Texas (SEAL) FEE SCHEDULE In consideration for the services rendered by Rauscher Pierce Refsnes, Inc., it is understood and agreed that our fee for each issue of Debt Instruments will be as follows: Base Fee -Any Issue Pius $12.50 per $1,000 up to $ 250,000 or Plus $11.50 per $1,000 next $ 250,000 or Plus $ 7.00 per $1,000 next $ 500,000 or Plus $ 4.75 per $1,000 next $ 1,500,000 or Plus $ 2.75 per $1,000 next $ 2,500,000 or Plus $ 1.50 per $1,000 next $ 5,000,000 or Plus $ 1.00 per $1,000 over $10,000,000 $ 3,750 $ 6,825 for $ 250,000 Bonds $ 9,750 for $ 500,000 Bonds $13,250 for $ 1,000,000 Bonds $20,375 for $ 2,500,000 Bonds $27,250 for $ 5,000,000 Bonds $32,500 for $10,000,000 Bonds Fees for Advanced Refunding Bonds and/or other Debt Instruments involving Escrow Agreements, it is understood and agreed that our fee will be the fee schedule set out above plus 10%. It is also understood and agreed that we will charge, in addition to our Financial Advisory fee, a computer fee to be negotiated on a case by case basis. Rauscher Pierce Refsnes, Inc. will bill the Issuer a[ Closing for each issue of Deb[ Instruments a net Amount which will include a fee calculated on the above schedule as well as costs and expenses, where applicable, incurred on behalf of the Issuer for Bond Counsel (provided the Issuer has requested that Rauscher Pierce Refsnes, Inc. serve as its Agent in the payment of Bond Counsel fee), preparation, printing and distribution of [he Notice of Sale, Official Statement, Uniform Bid Form or Private Placement Memorandum, independent consultants, information meetings, if any, presentations to rating agencies, rating fees and travel expenses, if any, printing of the Debt Instruments, and all appropriate costs and expenses associated with the closing and delivery of the Debt Instruments. $2,000,000 KERB COUNTY, TEXAS CAPITAL IMPROVEMENTS PROGRAM DATED: 2/15/93 PRINCIPAL DUE: 2/15 YEAR END THIS $ 2,0 9 30 PRINCIPAL RATE $ _ 1994 $ 85,000 6.500 $ 1995 160,000 6.500 1996 170,000 6.500 1997 185,000 6.500 1998 195,000 6.500 1999 210,000 6.500 2000 225,000 6.500 2001 240,000 6.500 2002 255,000 6.500 2003 275,000 6.500 $ 2,000,000 FIRST CPN DUE: 2/15/94 INTEREST DUE: 2/15 8/15 000 ISSUE INTEREST TOTAL 192,238 $ 277,238 119,275 279,275 108,550 278,550 97,013 282,013 84,663 279,663 71,500 281,500 57,363 282,363 42,250 282,250 26,163 281,163 8,938 283,938 807,953 $ 2,807,953 $2,500,000 KERB COUNTY, TEXAS CAPITAL IMPROVEMENTS PROGRAM DATED: 2/15/93 PRINCIPAL DUE: 2/15 FIRST CPN DUE: 2/15/94 INTEREST DUE: 2/15 8/15 YEAR END THIS $ 2, 500,000 ISSUE 9 30 PRINCIPAL RATE $ INTEREST TOTAL 1994 $ 110,000 6.500 $ 240,175 $ 350,175 1995 205,000 6.500 148,688 353,688 1996 220,000 6.500 134,875 354,875 1997 230,000 6.500 120,250 350,250 1998 245,000 6.500 104,813 349,813 1999 260,000 6.500 88,400 348,400 2000 280,000 6.500 70,850 350,850 2001 300,000 6.500 52,000 352,000 2002 315,000 6.500 32,013 347,013 2003 335,000 6.500 10,888 345,888 $ 2,500,000 $ 1,002,952 $ 3,502,952 $3,400,000 KERR COUNTY, TEXAS CAPITAL IMPROVEMENTS PROGRAM DATED: 2/15/93 PRINCIPAL DUE: 2/15 FIRST CPN DUE: 2/I5/94 INTEREST DUE: 2/15 8/15 YEAR END THIS $ 3, 400,000 ISSUE 9 30 PRINCIPAL RATE $ INTEREST TOTAL 1994 $ 140,000 6.500 $ 326,950 $ 466,950 1995 275,000 6.500 202,963 477,963 1996 295,000 6.500 184,438 479,438 1997 315,000 6.500 164,613 479,613 1998 335,000 6.500 143,488 478,488 1999 355,000 6.500 121,063 476,063 2000 380,000 6.500 97,175 477,175 2001 405,000 6.500 71,663 476,663 2002 435,000 6.500 44,363 479,363 2003 465,000 6.500 15,113 480,113 $ 3,400,000 $ 1,371,829 $ 4,771,829 $4,400,000 KERB COUNTY, TEXAS CAPITAL IMPROVEMENTS PROGRAM DATED: 2/15/93 PRINCIPAL DUE: 2/15 YEAR END TH 9 30 PRINCIPAL 1994 $ 190,000 1995 360,000 1996 385,000 1997 405,000 1998 435,000 1999 460,000 2000 490,000 2001 525,000 2002 560,000 2003 590,000 $ 4,400,000 6.500 $ 6.500 6.500 6.500 6.500 6.500 6.500 6.500 6.500 6.500 FIRST CPN DUE: 2/15/94 INTEREST DUE: 2/15 8/15 422,825 $ 261,950 237,738 212,063 184,763 155,675 124,800 91,813 56,550 19,175 $ 1,767,352 $ 612,825 621,950 622,738 617,063 619,763 615,675 614,800 616,813 616,550 609,175 6,167,352 ORDER NO. 21003 APPROVAL OF CONPRA(T WITH RAUSCHER PIERCE REFSNES, INC. AND THE HIRING OF BOND ATPORNEX ' July 13, 1992 Vol S, Page 665